424B5 1 tm2119495-1_424b5.htm 424B5 TABLE OF CONTENTS Filed pursuant to Rule 424(b)(5) Registration No. 333-228182Prospectus Supplement (To prospectus dated November 19, 2018) Antelope Enterprise Holdings Ltd. 913,875 common shares We are offering 913,875 common shares at a price of $3.48 per share (the “Shares”) to selected institutional investors pursuant to this prospectus supplement and the accompanying prospectus and a securities purchase agreement with such investors. In a concurrent private placement, we are selling to such investors warrants to purchase 913,875 common shares (the “Warrants”). The Warrants have an exercise price per share of $3.42. The Warrants and the common shares issuable upon the exercise of the Warrants are being offered pursuant to the exemption provided in Section 4(a)(2) under the Securities Act and Rule 506(b) promulgated thereunder, and they are not being offered pursuant to this prospectus supplement and the accompanying prospectus. The Warrants being issued in the concurrent private placement are not listed on any securities exchange, and we do not expect to list the Warrants. Our common shares are traded on The NASDAQ Capital Market under the symbol “AEHL.” On June 9, 2021, the last reported sale price of our common share was $4.55 per share, and the average of the five day closing price was $3.42. Our common stock has recently experienced volatility in price and trading volume. On June 7, 2021, the closing price of our common shares on Nasdaq was $2.88 per share. Over the course of the two succeeding trading days the price ranged from $2.88 to $6.35. Our trading volume was 256,657 shares on June 7, 2021, and increased to 19,176,902 shares on June 8, 2021 and 20,263,375 shares on June 9, 2021. During this time, we have not experienced any material changes in our financial condition, results of operations or business prospects that would explain such price volatility or trading volume. Investors that purchase our common shares in this offering may lose a significant portion of their investments if the price of our common stock subsequently declines. Please see the section of this prospectus supplement titled “Risk Factors.” As of June 9, 2021, the aggregate market value of our outstanding common shares held by non-affiliates was approximately $16.0 million, based on 4,823,408 outstanding common shares, of which outstanding shares 3,516,682 were held by non-affiliates, and a per share price of $4.55 based on the closing price of our common shares on June 9, 2021. On February 12, 2021, the Company entered into a Securities Purchase Agreement with certain institutional investors for the sale of 588,236 common shares at a purchase price of $3.57 per share, for aggregate gross proceeds of $2,100,002; the Company received net proceeds from the transactions of approximately $1,860,000, after deducting certain fees and expenses associated with the transaction. The net proceeds received by the Company from the transactions were used for working capital and general corporate purposes. Other than the foregoing, we have not offered any securities pursuant to General Instruction I.B.5 of Form F-3 during the prior 12-month calendar period that ends on, and includes, the date of this prospectus supplement. We have retained Dawson James Securities, Inc. as our exclusive placement agent to use its best efforts to arrange for the sale of our securities in this offering. The placement agent and its registered representative may participate in this offering on the same terms and conditions as the investors participating in this offering. See “Plan of Distribution” beginning on page S-8 of this prospectus supplement for more information regarding these arrangements. Investing in our common shares involves risks. See “Risk Factors” on page S-5 of this prospectus supplement and in the documents incorporated by reference into this prospectus supplement. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense. Per share Total(2) Public Offering Price $3.48$3,180,285.00Placement Agent commissions(1)$0.2784$254,422.80Proceeds to us, before expenses $3.2016$2,925,862.20(1) We have agreed to pay the placement agent a commission equal to 8.0% of the gross proceeds sold in the offering. In addition, we have agreed to pay the placement agent a non-accountable expense allowance of $35,000 and to issue to the placement agent warrants to purchase up to five percent (5.0%) of the Shares sold in this offering and the warrant shares issuable upon exercise of the warrants issued in the concurrent private offering. See section entitled “Plan of Distribution” on page S-8 for more information regarding the Placement Agent’s compensation. (2) Assumes the sale of the maximum amount of se